##### Table of Contents



UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
  Form 10-Q
   þ

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended:
    September 30, 2007o

TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934    Commission file number 0-02517
  TOREADOR RESOURCES
    CORPORATION
 (Exact name of registrant as
    specified in its charter)
   Delaware(State or other
    jurisdiction
    of incorporation)

75-0991164(I.R.S. Employer
    Identification Number)   13760
    Noel Road, Suite 1100
    Dallas, Texas 75240 (Address
    of principal executive office)
  Registrants telephone number, including area code:
  (214) 559-3933
  4809 Cole Ave., Suite 108
 Dallas, Texas 75205
 (Former Name, Former Address and
    Former Fiscal Year, if Changed Since Last Report)
  þ o
  non-accelerated Rule 12b-2
  o þ o
  Rule 12b-2 o þ




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##### 



TOREADOR
    RESOURCES CORPORATION
  TABLE OF
    CONTENTS
  PagePART I. FINANCIAL INFORMATIONItem 1.


Financial Statements (unaudited)Consolidated Balance Sheets  September
    30, 2007 and December 31, 2006


1Consolidated Statements of Operations 
    for the three months ended September 30, 2007 and 2006


2Consolidated Statements of Operations 
    for the nine months ended September 30, 2007 and 2006


3Consolidated Statements of Changes in
    Stockholders Equity  September 30, 2007


4Consolidated Statements of Cash Flows 
    for the nine months ended September 30, 2007 and 2006


5Notes to Consolidated Financial Statements


6Item 2.


Managements Discussion and Analysis of
    Financial Condition and Results of Operations


18Item 3.


Quantitative and Qualitative Disclosures About
    Market Risk


32Item 4.


Controls and Procedures


32PART II. OTHER INFORMATIONItem. 2.


Unregistered Sales of Equity Securities and Use
    of Proceeds


33Item 6.


Exhibits


34SIGNATURES


35Amendment No. 1 to Loan and Guarantee AgreementCertification of CEO Pursuant to Section 302Certification of VP - Finance & Accounting and CAO Pursuant to Section 302Certification of CEO and VP - Finance & Accounting and CAO Pursuant to Section 906




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED BALANCE SHEETS
  September 30,


December 31,2007


2006(Unaudited)(In thousands, except share and per share data)ASSETSCurrent assets:Cash and cash equivalents

$
20,428


$
12,664Restricted cash






12,734Accounts receivable


14,215



9,547Income taxes receivable






1,260Other


782



8,445Oil and gas properties held for resale






9,916Total current assets


35,425



54,566Oil and natural gas properties, net, using successful efforts
    method of accounting


280,482



241,099Investments in unconsolidated entities






2,659Investments


500



Restricted cash


10,402



7,770Goodwill


4,992



4,551Other assets


6,545



6,559$
338,346


$
317,204LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable and accrued liabilities

$
20,423


$
33,827Current portion of long-term debt






5,000Asset retirement obligations, oil and gas properties held for
    sale






606Income taxes payable


652



745Total current liabilities


21,075



40,178Long-term accrued liabilities


1,183



394Long-term debt, net of current portion


30,000



21,550Long-term asset retirement obligations


5,051



4,519Deferred income tax liabilities


15,953



17,162Convertible senior notes


86,250



86,250Total liabilities


159,512



170,053Commitments and contingenciesStockholders equity:Preferred stock,
    Series A-1,
    $1.00 par value, 4,000,000 shares authorized;
    liquidation preference of $1,800; 72,000 shares issued


72



72Common stock, $0.15625 par value, 30,000,000 shares
    authorized; 20,130,053 and 16,655,511 shares issued


3,145



2,602Additional paid-in capital


163,426



111,708Retained earnings (deficit)


(22,749
)


31,980Accumulated other comprehensive income


37,474



3,323Treasury stock at cost, 721,027 shares


(2,534
)


(2,534
)Total stockholders equity


178,834



147,151$
338,346


$
317,204    1




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED STATEMENTS OF OPERATIONS
  Three Months Ended September 30,2007


2006(In thousands, except per share data) (Unaudited)Oil and natural gas sales

$
12,400


$
8,835Operating costs and expenses:Lease operating


2,943



2,176Exploration expense


4,812



Depreciation, depletion and amortization


6,098



1,702Dry hole expense


4,250



General and administrative


5,013



2,144Loss on oil and gas derivative contracts


207



Loss on sale of properties and other assets






11Total operating costs and expenses


23,323



6,033Operating income (loss)


(10,923
)


2,802Other income (expense):Equity in earnings of unconsolidated investments






71Foreign currency exchange gain (loss)


(13,576
)


2,736Interest and other income


283



545Interest expense, net of interested capitalized


(1,600
)


Total other income (expense)


(14,893
)


3,352Income (loss) before taxes


(25,816
)


6,154Income tax provision


945



1,005Income (loss) from continuing operations


(26,761
)


5,149Income from discontinued operations


6,021



323Net income (loss)


(20,740
)


5,472Preferred dividends


(40
)


(40
)Income (loss) available to common shares

$
(20,780
)

$
5,432Basic income (loss) available to common shares per share:From continuing operations

$
(1.40
)

$
0.33From discontinued operations


0.31



0.02$
(1.09
)

$
0.35Diluted income (loss) available to common shares per share:From continuing operations

$
(1.40
)

$
0.31From discontinued operations


0.31



0.02$
(1.09
)

$
0.33Weighted average shares outstanding:Basic


19,170



15,637Diluted


19,170



18,677    2




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED STATEMENTS OF OPERATIONS
  Nine Months Ended September 30,2007


2006(In thousands, except per share data) (Unaudited)Oil and natural gas sales

$
29,183


$
25,425Operating costs and expenses:Lease operating


8,337



6,191Exploration expense


9,544



2,001Depreciation, depletion and amortization


13,525



3,946Dry hole expense


21,357



General and administrative


14,248



6,896Loss on oil and gas derivative contracts


813



Gain on sale of properties and other assets


(3,584
)


(438
)Total operating costs and expenses


64,240



18,596Operating income (loss)


(35,057
)


6,829Other income (expense):Equity in earnings of unconsolidated investments


22



263Foreign currency exchange gain (loss)


(29,347
)


1,863Interest and other income


865



1,973Interest expense, net of interested capitalized


(2,510
)


(162
)Total other income (expense)


(30,970
)


3,937Income (loss) before taxes


(66,027
)


10,766Income tax provision (benefit)


(4,534
)


2,090Income (loss) from continuing operations


(61,493
)


8,676Income from discontinued operations


6,931



1,517Net income (loss)


(54,562
)


10,193Preferred dividends


(122
)


(122
)Income (loss) available to common shares

$
(54,684
)

$
10,071Basic income (loss) available to common shares per share:From continuing operations

$
(3.41
)

$
0.55From discontinued operations


0.38



0.10$
(3.03
)

$
0.65Diluted income (loss) available to common shares per shareFrom continuing operations

$
(3.41
)

$
0.54From discontinued operations


0.38



0.09$
(3.03
)

$
0.63Weighted average shares outstanding:Basic


18,092



15,488Diluted


18,092



17,316    3




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS
    EQUITY
  AccumulatedOtherPreferred


Preferred


Common


Common


Additional


Retained


Comprehensive


Treasury


TotalStock


Stock


Stock


Stock


Paid-in


Earnings/


Income


Stock


Stockholders(Shares)


($)


(Shares)


($)


Capital


(Deficit)


(loss)


($)


Equity(In thousands)(Unaudited)Balance at December 31, 2006


72


$
72



16,656


$
2,602


$
111,708


$
31,980


$
3,323


$
(2,534
)

$
147,151Cash payment of preferred dividends






















(122
)










(122
)Exercise of stock options










296



45



1,440















1,485Issuance of common stock










3,037



476



49,939















50,415Issuance of restricted stock










141



22



(22
)














Adoption FIN 48






















(45
)










(45
)Amortization of deferred stock compensation


















3,374















3,374Payment of equity issuance costs


















(3,013
)














(3,013
)Net loss






















(54,562
)










(54,562
)Foreign currency translation adjustments


























34,151







34,151Balance at September 30, 2007


72


$
72



20,130


$
3,145


$
163,426


$
(22,749
)

$
37,474


$
(2,534
)

$
178,834    4




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED STATEMENTS OF CASH FLOWS
  Nine Months Ended September 30,2007


2006(In thousands)(Unaudited)Cash flows from operating activities:Net income (loss)

$
(54,562
)

$
10,193Adjustments to reconcile net income (loss) to net cash provided
    by (used in) operating activities:Depreciation and amortization


14,136



4,564Gain on sale of oil and gas properties and other assets


(3,584
)


(640
)Gain on sale of discontinued operations


(9,244
)


Equity in earnings of unconsolidated investments


(22
)


(263
)Stock based compensation


3,374



1,936Realized (gain) on foreign currency derivative transactions






(1,863
)Dry hole expense


21,460



Deferred income taxes benefit


(1,893
)


1,151(Increase) decrease in accounts receivable


(3,775
)


5,336Decrease in other current assets


7,787



(Increase) decrease in other assets


64



(5,299
)Increase in accounts payable and accrued liabilities


1,264



30,639Increase (decrease) in income taxes payable


439



(1,333
)Net cash provided by (used in) operating activities


(24,556
)


44,421Cash flows from investing activities:Expenditures for property and equipment


(82,300
)


(93,851
)Restricted cash


10,742



(23,804
)Short-term investments






40,000Proceeds from sale of oil and gas properties, investments and
    other assets


26,074



Distributions from unconsolidated subsidiaries


60



Purchase of long term investments


(500
)


Investments in unconsolidated subsidiaries






35Net cash used in investing activities


(45,924
)


(77,620
)Cash flows from financing activities:Borrowings from long-term debt


25,000



Repayments of long-term debt


(21,550
)


(5,000
)Payment of equity issue cost


(3,013
)


Proceeds from issuance of common stock


50,415



969Payment of preferred dividends


(122
)


(122
)Tax benefit of stock option exercises






1,210Exercise of stock options


1,485



Net cash provided by (used in) financing activities


52,215



(2,943
)Net decrease in cash and cash equivalents


(18,265
)


(36,142
)Effects of foreign currency translation on cash and cash
    equivalents


26,029



7,163Cash and cash equivalents, beginning of period


12,664



53,113Cash and cash equivalents, end of period

$
20,428


$
24,134Supplemental disclosures:Cash paid during the period for interest, net of interest
    capitalized

$
1,000


$
162Cash paid during the period for income taxes

$
2,200


$
728    5




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 (UNAUDITED)
  NOTE 1 
    BASIS OF
    PRESENTATION  Form 10-K/A
    New
    Accounting Pronouncements
  Accounting for
    Uncertainty in Income Taxes  An Interpretation of
    FASB Statement No. 109,
  No. 00-19-2, Accounting for Registration Payment Arrangements
  Fair Value Measurement
  The
    Fair Value Option for Financial Assets and Financial
    Liabilities  Including an Amendment of FASB Statement
    115.
 6




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    06-11 ,
    Accounting for Income Tax Benefits of Dividends on
    Share-Based Payment Awards. 06-11
  NOTE 2 
    CONCENTRATION
    OF CREDIT RISK AND ACCOUNTS RECEIVABLE        September 30,


December 31,2007


2006Accrued oil and natural gas sales receivables

$
5,824


$
3,597Joint interest receivables


5,840



612Trade receivables


1,693



3,394Other accounts receivable


858



1,944$
14,215


$
9,547  7




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  NOTE 3 
    EARNINGS
    (LOSS) PER COMMON SHARE    Three Months EndedSeptember 30,2007


2006Basic earnings (loss) per share:Numerator:Income (loss) from continuing operations, net of income tax

$
(26,761
)

$
5,149Less: dividends on preferred shares


40



40Net income (loss) from continuing operations


(26,801
)


5,109Income from discontinued operations, net of income tax


6,021



323Income (loss) available to common shareholders

$
(20,780
)

$
5,432Denominator:Common shares outstanding


19,170



15,637Basic earnings (loss) available to common shareholders per share
    from:Continuing operations

$
(1.40
)

$
0.33Discontinued operations


0.31



0.02$
(1.09
)

$
0.35Diluted earnings (loss) per share:Numerator:Income (loss) from continuing operations, net of income tax

$
(26,761
)

$
5,149Plus: interest on convertible debt






679Less: dividends on preferred shares, if antidilutive


40



Net income (loss) from continuing operations


(26,801
)


5,828Income from discontinued operations, net of income tax


6,021



323Income (loss) available to common shareholders

$
(20,780
)

$
6,151Denominator:Weighted average common shares outstanding


19,170



15,637Common stock options and warrants



(1)


575Conversion of preferred shares



(1)


450Conversion of 5.0% notes payable



(2)


2,015Restricted stock



(1)


Diluted shares outstanding


19,170



18,677Diluted earnings (loss) available to common shareholders per
    share from:Continuing operations

$
(1.40
)

$
0.31Discontinued operations


0.31



0.02$
(1.09
)

$
0.33     (1)
    
    Conversion of these securities would result in the issuance of
    555,047 shares of common stock that are antidulitive;
    therefore, there are no dilutive shares.(2)
    
    Conversion of these securities would result in the issuance of
    2,014,716 common shares that are antidulitive. The 5% notes
    payable were issued September 27, 2005 and
    September 30, 2005.  8




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  Nine Months EndedSeptember 30,2007


2006Basic earnings (loss) per share:Numerator:Income (loss) from continuing operations, net of income tax

$
(61,493
)

$
8,676Less: dividends on preferred shares


122



122Net income (loss) from continuing operations


(61,615
)


8,554Income from discontinued operations, net of income tax


6,931



1,517Income (loss) available to common shareholders

$
(54,684
)

$
10,071Denominator:Common shares outstanding


18,092



15,488Basic earnings (loss) available to common shareholders per share
    from:Continuing operations

$
(3.41
)

$
0.55Discontinued operations


0.38



0.10$
(3.03
)

$
0.65Diluted earnings (loss) per share:Numerator:Income (loss) from continuing operations, net of income tax

$
(61,493
)

$
8,676Plus: interest on convertible debt






685Less: dividends on preferred shares, if antidulitive


122



Net income (loss) from continuing operations


(61,615
)


9,361Income from discontinued operations, net of income tax


6,931



1,517Income (loss) available to common shareholders

$
(54,684
)

$
10,878Denominator:Weighted average common shares outstanding


18,092



15,488Common stock options and warrants



(1)


671Conversion of preferred shares



(1)


450Conversion of 5.0% notes payable



(2)


672Restricted stock



(1)


Conversion of debenture



(3)


35Diluted shares outstanding


18,092



17,316Diluted earnings (loss) available to common shareholders per
    share from:Continuing operations

$
(3.41
)

$
0.54Discontinued operations


0.38



0.09$
(3.03
)

$
0.63     (1)
    
    Conversion of these securities would result in the issuance of
    622,599 shares of common stock that are antidilutive;
    therefore, there are no dilutive shares.(2)
    
    Conversion of these securities would result in the issuance of
    2,014,716 common shares that are antidulitive. The 5% notes
    payable were issued September 27, 2005 and
    September 30, 2005.(3)
    
    The convertible debenture was converted to common stock in the
    first quarter of 2006. 9




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
   NOTE 4 
    COMPREHENSIVE
    INCOME (LOSS)    Three Months Ended September 30,


Nine Months Ended September 30,2007


2006


2007


2006Net income (loss)

$
(20,740
)

$
5,472


$
(54,562
)

$
10,193Foreign currency translation adjustment


15,689



9,576



34,151



4,488Comprehensive income/ (loss)

$
(5,051
)

$
15,048


$
(20,411
)

$
14,681   NOTE 5 
    LONG-TERM
    DEBT    September 30,


December 31,2007


2006Revolving line of credit with Texas Capital Bank, N.A.

$



$
5,550Revolving line of credit with Natixis Banques Populaires






11,000Secured revolving facility with the International Finance
    Corporation


30,000



10,000Convertible senior notes


86,250



86,250116,250



112,800Less: current portion






(5,000
)$
116,250


$
107,800   CONVERTIBLE
    SENIOR NOTES DUE OCTOBER 1, 2025
       10




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    Form 10-Q
  Form 10-Q Form 10-Q Form 10-K
  SECURED
    REVOLVING FACILITY WITH THE INTERNATIONAL FINANCE
    CORPORATION
       11




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
        REVOLVING
    LINE OF CREDIT WITH NATIXIS BANQUES POPULAIRES
    Form 10-Q Form 10-Q
  REVOLVING
    LINE OF CREDIT WITH TEXAS CAPITAL BANK, N.A.
   12




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    Form 10-Q Form 10-Q
  NOTE 6 
    ASSET
    RETIREMENT OBLIGATIONS      2007


2006Asset retirement obligation January 1

$
5,125


$
3,630Asset retirement accretion expense


194



372Foreign currency exchange loss


(92
)


Property additions


448



Property dispositions


(624
)


Asset retirement obligation at September 30

$
5,051


$
4,002   NOTE 7 
    GEOGRAPHIC
    OPERATING SEGMENT INFORMATION   13




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    Three Months Ended
    September 30, 2007(1)United States


France


Turkey


Romania


Hungary


TotalRevenues

$
10


$
6,714


$
4,687


$
989


$



$
12,400Costs and expenses


2,643



3,565



10,025



6,556



533



23,323Operating income (loss)

$
(2,634
)

$
3,149


$
(5,338
)

$
(5,567
)

$
(533
)

$
(10,923
)Three Months Ended
    September 30, 2006Revenues

$
5


$
6,834


$
1,200


$
796


$



$
8,835Costs and expenses


1,712



3,021



457



1,135



(292
)


6,033Operating income (loss)

$
(1,707
)

$
3,813


$
743


$
(339
)

$
292


$
2,802Nine Months Ended
    September 30, 2007(2)Revenues

$
27


$
18,024


$
8,098


$
3,034


$



$
29,183Costs and expenses


7,691



14,754



15,686



21,010



5,099



64,240Operating income (loss)

$
(7,664
)

$
3,270


$
(7,588
)

$
(17,976
)

$
(5,099
)

$
(35,057
)Nine Months Ended
    September 30, 2006Revenues

$
16


$
21,564


$
3,049


$
796


$



$
25,425Costs and expenses


5,276



9,770



1,563



1,348



639



18,596Operating income (loss)

$
(5,260
)

$
11,794


$
1,486


$
(552
)

$
(639
)

$
6,829Total Assets(3)September 30, 2007

$
21,432


$
98,991


$
180,947


$
19,050


$
17,926


$
338,346December 31, 2006

$
24,529


$
91,342


$
162,013


$
23,739


$
15,581


$
317,204     (1)
    
    For the three months ended September 30, 2007, we recorded
    dry hole expense of $4.3 million in Turkey.(2)
    
    For the nine months ended September 30, 2007, we recorded
    dry hole expense of $21.4 million, which included two dry
    holes in France of $3.7 million, three dry holes in Romania
    totaling $10 million, two dry holes in Hungary totaling
    $3.4 million and one dry hole in Turkey of
    $4.3 million.(3)
    
    Each segments total assets reflect the effect of
    intersegment eliminations.  NOTE 8 
    INCOME
    TAXES   14




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    Accounting for
    Uncertainty in Income Taxes
      NOTE 9 
    COMMON
    STOCK  30-day
   15




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    EITF Issue
    No. 00-19-2,
    Accounting for Registration Payment
    Arrangements. FAS No. 5, Accounting for Contingencies
    and FASB Interpretation No. 14, Reasonable Estimation
    of the Amount of a Loss.
    NOTE 10 
    CAPITALIZED
    INTEREST    NOTE 11 
    COMMITMENTS
    AND CONTINGENCIES     16




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  NOTE 12 
    DISCONTINUED
    OPERATIONS    Three Months Ended


Nine Months EndedSeptember 30,


September 30,2007


2006


2007


2006Revenue:Oil and natural gas sales

$
1,422


$
1,891


$
4,441


$
5,373Operating costs and expenses:Lease operating expense


428



458



1,557



1,531Exploration expense


10



552



98



651Depreciation, depletion and amortization


61



273



611



618Dry hole expense


(69
)






103



General and administrative expense


79



113



378



384Gain on sale of properties and other assets


(8,624
)


(11
)


(9,244
)


(213
)Total operating costs and expenses


(8,115
)


1,385



(6,497
)


2,971Operating income


9,537



506



10,938



2,402Income tax provision


(3,516
)


(183
)


(4,007
)


(885
)Income from discontinued operations

$
6,021


$
323


$
6,931


$
1,517   NOTE 13 
    DERIVATIVES    NOTE 14 
    SUBSEQUENT
    EVENTS   17




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##### Table of Contents



ITEM 2 
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  Form 10-Q, Form 10-K/A
  DISCLOSURES
    REGARDING FORWARD-LOOKING STATEMENTS
    EXECUTIVE
    OVERVIEW
        
    Test flow rates from the Akcakoca  3 and 4 yielded
    rates of 38.5 MMCFD and 27.5 MMCFD, respectively;
    First gas sales from the Akkaya platform on May 21, 2007
    and from the Dogu Ayazli platform on September 19, 2007;
    Successful testing of the Alapli #1 well in South
    Akcakoca Sub-basin, offshore Turkey, which tested at a rate of
    7MMCFD;
    For the nine months ended September 30, 2007, we drilled
    three dry holes in Romania, two in Hungary and two in France and
    one in Turkey which resulted in an expense of $21.4 million
    and had a significant impact on income from operations and
    income available to common shares;
    For the nine months ended September 30, 2007, we recorded a
    loss on foreign currency exchange of $29.3 million. This
    loss is primarily due to the weakening of the U.S. Dollar
    as compared to the Turkish Lira, Romanian Lei and the Hungarian
    Forint. In these countries the U.S. Dollar is the
    functional currency and foreign exchange translation gains and
    losses are charged to earnings; 18




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##### Table of Contents




    We recorded a $3.5 million gain on the sale of all our
    unconsolidated equity investments; EPSolutions, EnergyNet and
    Capstone.
    In September we closed on the sale of the oil and gas properties
    located in the United States. The sales price was
    $19.1 million which resulted in a pre-tax gain of
    $8.6 million.
    For the nine months ended September 30, 2007 the operating
    loss was $35.1 million and net cash used in operating
    activities was $24.6 million.  LIQUIDITY
    AND CAPITAL RESOURCES
    Liquidity
    30-day
     19




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##### Table of Contents



Senior
    Debt
    Form 10-Q Form 10-Q
    Form 10-Q Form 10-Q
  New
    Secured Revolving Facility
   20




---



##### Table of Contents



Series A-1
  5%
    Convertible
    Senior Notes Due 2025     21




---



##### Table of Contents



Form 10-Q
  Form 10-Q Form 10-Q Form 10-K
  Preferred
    Stock
  Series A-1 Series A-1 Series A-1 Series A-1
  Dividend
    and Interest Requirements
  Series A-1 Series A-1
 22




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##### Table of Contents



Series A-1
  Series A-1
  Contractual
    Obligations
    Less than


One to


Four to


More thanTotal


One Year


Three Years


Five Years


Five YearsLong-term debt

$
116,250


$



$



$



$
116,250Lease commitments


3,992



572



1,105



1,139



1,176Total contractual obligations

$
120,242


$
572


$
1,105


$
1,139


$
117,426     CRITICAL
    ACCOUNTING POLICIES
  Form 10-K/A
  Successful
    Efforts Method of Accounting
       23




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##### Table of Contents



Reserve
    Estimates
     24




---



##### Table of Contents



Impairment
    of Oil and Natural Gas Properties
    Future
    Development and Abandonment Costs
  Accounting for Asset
    Retirement Obligations
    Income
    Taxes
     25




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##### Table of Contents



Derivatives
  Derivative
    Instruments and Hedging Activities,
  Foreign
    Currency Translation
    RESULTS
    OF OPERATIONS
  COMPARISON
    OF THE THREE MONTHS ENDED SEPTEMBER 30, 2007 and
    2006
    For the Three Months Ended September 30,2007


2006




2007


2006Production:









Average Price:Oil (MBbls):









Oil ($/Bbl):France


94



104


France

$
71.23


$
65.94Turkey


17



20


Turkey


60.96



60.74Romania


2



2


Romania


47.64



50.65Total


113



126


Total

$
69.26


$
64.82Gas (MMcf):









Gas ($/Mcf):France









France

$



$
Turkey


423






Turkey


8.50



Romania


168



192


Romania


5.28



3.50Total


591



192


Total

$
7.58


$
3.50MBOE:









$/BOE:France


94



104


France

$
71.23


$
65.94Turkey


87



20


Turkey


52.94



60.74Romania


30



34


Romania


32.78



23.12Total


211



158


Total

$
58.21


$
55.95   Revenue
  Oil
    and natural gas sales
   26




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##### Table of Contents



Costs and
    expenses
  Lease
    operating
    Exploration
    expense
    Depreciation,
    depletion and amortization
    Dry
    hole expense
    General
    and administrative
    Stock
    compensation expense
    Loss
    on oil and gas derivative contracts
   27




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##### Table of Contents



Foreign
    currency exchange gain( loss)
    Interest
    and other income
    Interest
    expense, net of interest capitalized
    Discontinued
    operations
    Three Months EndedSeptember 30,2007


2006Revenue:Oil and natural gas sales

$
1,422


$
1,891Operating costs and expenses:Lease operating expense


428



458Exploration expense


10



552Depreciation, depletion and amortization


61



273Dry hole expense


(69
)


General and administrative expense


79



113Gain on sale of properties and other assets


(8,624
)


(11
)Total operating costs and expenses


(8,115
)


1,385Operating income


9,537



506Income tax provision


(3,516
)


(183
)Income from discontinued operations

$
6,021


$
323  28




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##### Table of Contents



RESULTS
    OF OPERATIONS
  COMPARISON
    OF THE NINE MONTHS ENDED SEPTEMBER 30, 2007 and
    2006
    For the Nine Months Ended September 30,2007


2006




2007


2006Production:









Average Price:Oil (MBbls):









Oil ($/Bbl):France


288



341


France

$
62.54


$
63.26Turkey


51



54


Turkey


54.88



56.83Romania


8



2


Romania


54.58



50.65Total


347



397


Total

$
61.24


$
62.30Gas (MMcf):









Gas ($/Mcf):France









France

$



$
Turkey


625






Turkey


8.39



Romania


543



192


Romania


4.79



3.50Total


1,168



192


Total

$
6.72


$
3.50MBOE:









$/BOE:France


288



341


France

$
62.54


$
63.26Turkey


155



54


Turkey


51.84



56.83Romania


98



34


Romania


30.81



23.12Total


541



429


Total

$
53.71


$
59.23   Revenue
  Oil
    and natural gas sales
      Costs and
    expenses
  Lease
    operating
   29




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##### Table of Contents



Exploration
    expense
    Depreciation,
    depletion and amortization
    Dry
    hole expense
    General
    and administrative
    Stock
    compensation expense
    Cost
    incurred related to the resignation of former President and
    Chief Executive Officer
    Loss
    on oil and gas derivative contracts
   30




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##### Table of Contents



Gain
    on the sale of properties and other assets
    Foreign
    currency exchange gain (loss)
    Interest
    and other income
    Interest
    expense, net of interest capitalization
    Discontinued
    operations
    Nine Months Ended September 30,2007


2006Revenue:Oil and natural gas sales

$
4,441


$
5,373Operating costs and expenses:Lease operating expense


1,557



1,531Exploration expense


98



651Depreciation, depletion and amortization


611



618Dry hole expense


103



General and administrative expense


378



384Gain on sale of properties and other assets


(9,244
)


(213
)Total operating costs and expenses


(6,497
)


2,971Operating income


10,938



2,402Income tax provision


(4,007
)


(885
)Income from discontinued operations

$
6,931


$
1,517  31




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##### Table of Contents



Other
    comprehensive income
      September 30,2007


2006Euro

$
1.4179


$
1.2660New Turkish Lira

$
0.8263


$
0.6624Romanian Lei

$
0.00004


$
0.00004Hungarian Forint

$
0.0057


$
0.0046   Off-balance
    sheet arrangements
    ITEM 3.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  Form 10-K.
  ITEM 4
    
    CONTROLS AND PROCEDURES  Evaluation
    of Disclosure Controls and Procedures
   32




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##### Table of Contents




    We did not maintain an effective control environment and our
    financial and accounting organization was not adequate to
    support our financial reporting requirements. The involvement of
    corporate personnel in the reporting of foreign transactions and
    operations was not sufficient to accurately capture and record
    such activity and we did not maintain a sufficient complement of
    personnel with an appropriate level of accounting knowledge,
    experience and training in the application of generally accepted
    accounting principles consistent with the level and complexity
    of our operations. We also did not have an adequate review and
    approval process for recorded journal entries and changes made
    to the general ledger.
    Our accounting and financial reporting systems and procedures
    were not sufficiently designed to ensure consistent and complete
    application of our accounting policies and to prepare financial
    statements in accordance with generally accepted accounting
    principles. This includes not only the sufficiency of our review
    of sensitive calculations, reconciliations and spreadsheets but
    also the preparation and processing of financial accounting
    information.  Changes
    in Internal Control over Financial Reporting
    
    We are providing additional training to our accounting staff and
    acquiring other accounting resources to improve our ability to
    report our financial statements in accordance with generally
    accepted accounting principles; and
    We are formally documenting our accounting policies and
    procedures.  ITEM 2.
    UNREGISTERED
    SALES OF EQUITY SECURITIES AND USE OF PROCEEDS  Form 8-K.
 33




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##### Table of Contents



ITEM 6
    
    EXHIBITS  ExhibitNumber

Description

Incorporation by Reference2
.1

Agreement for Purchase and Sale among Toreador Resources
    Corporation, Toreador Exploration & Production Inc. and
    Toreador Acquisition Corporation, as Sellers, and RTF Realty
    Inc., as Buyer dated August 2, 2007.  (Certain of the exhibits
    and schedules have been omitted from this filing.  An exhibit to
    the exhibit and schedules is contained in the Agreement for
    Purchase and Sale and the omitted exhibits and schedules are
    available to the Securities and Exchange Commission upon
    request.)

Previously filed as Exhibit 10.1 to Toreador Resources
    Corporation Current Report on
    Form 8-K
    filed on August 6, 2007, File
    No. 0-2517,
    and incorporated herein  by reference.10
.1

Amendment No. 1 dated August 9, 2007 to Loan and
    Guarantee Agreement dated December 28, 2006 between
    Toreador Resources Corporation, Toreador Turkey Ltd., Toreador
    Romania Ltd., Madison Oil France SAS, Toreador Energy France
    S.C.S., Toreador International Holding Limited Liability Company
    and Toreador International Finance Corporation.

Filed Herewith31
.1

Certification of Chief Executive Officer pursuant to
    18 U.S.C. Section 1350, as adopted pursuant to Section 302
    of the Sarbanes-Oxley Act of 2002

Filed Herewith31
.2

Certification of Vice President  Finance &
    Accounting and Chief Accounting Officer pursuant to
    18 U.S.C. Section 1350, as adopted pursuant to Section 302
    of the Sarbanes-Oxley Act of 2002

Filed Herewith32
.1

Certification of Chief Executive Officer and Vice
    President  Finance & Accounting and Chief
    Accounting Officer pursuant to 18 U.S.C. Section 1350, as
    adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
    2002

Filed Herewith  34




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##### Table of Contents



SIGNATURES
  Form 10-Q
  
  
        
  
    35